Tyrone Jordan
OSHKOSHAbout Tyrone M. Jordan
Independent director of Oshkosh Corporation since 2019; age 62. Background spans 35+ years across automotive, aerospace, renewable energy, and military/commercial specialty vehicles with leadership in strategy, M&A, engineering, operations, supply chain, and technology development. Current board service includes Audit and Governance Committees; designated an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dura Automotive Systems | President & Chief Operating Officer | 2015–2019 | Led global enterprise strategic growth and operational initiatives |
| United Technologies (now Raytheon Technologies) | Senior Vice President | 2009–2013 | Led global teams in operations, innovation/technology, supply chain, business development, corporate strategy |
| General Motors | Executive Vice President, Global Operations & Customer Experience; prior roles in product development, technology, manufacturing, supply chain | ~25 years | Domestic/international assignments; operations and new product development leadership |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Axalta Coating Systems Ltd. | Director | Current | Public directorship |
| FuelCell Energy, Inc. | Director | Current | Public directorship |
| TPI Composites, Inc. | Director | Current | Public directorship |
| Cooper Tire & Rubber Company | Director | Former | Former public board |
| Trinity Industries | Director | Former | Former public board |
Board Governance
- Committee assignments: Audit Committee member; Governance Committee member; not a chair. Audit Committee met 8 times in 2024; Governance Committee met 4 times in 2024 .
- Independence: Non-employee directors (including Jordan) are independent under NYSE standards; Audit Committee members are independent .
- Financial expertise: Board determined Jordan is an “audit committee financial expert” under SEC rules .
- Attendance: Board held 5 meetings and committees held 16 in 2024; each director attended 100% of meetings of the Board and committees on which they served, except one director who resigned (Shiely). Jordan’s attendance therefore 100% in 2024 .
- Executive sessions: Independent directors met in executive session 5 times in 2024; independent Chair presided .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $107,500 | Standard retainer for 2024 |
| Committee membership fee | $13,500 per committee | Applies to each committee served |
| Committee chair fees (if applicable) | $15,000 Governance; $15,000 Human Resources; $20,000 Audit | Jordan is not a chair; no chair fees applied |
| Fees earned or paid in cash (Jordan, 2024) | $134,500 | Reflects retainer + committee fees |
| Meeting fees | Not disclosed | No meeting-based fees disclosed |
| Reimbursement | Reasonable travel/education | Reimbursed |
Performance Compensation
| Instrument | Grant details | Value | Vesting/Terms | Performance Metrics |
|---|---|---|---|---|
| Annual stock award (2024) | 1,460 common shares (effective on election at 2024 Annual Meeting) | $170,061 (grant date fair value) | Under 2024 Incentive Stock and Awards Plan | No director performance metrics disclosed; grants sized around 50th percentile per Mercer |
| Director equity awards (options) | None outstanding as of 12/31/2024 | — | — | No options held |
- Deferred Compensation Plan: Directors may defer cash/equity into fixed-income (prime +1%) or stock accounts; above-market interest (excess over 120% of long-term AFR) was 9.50% for Q1–Q3 and 9.00% for Q4 2024; payments generally commence upon board departure; change-in-control triggers lump-sum payout. Jordan had no above-market interest recognized in 2024 (“—” in table) .
Other Directorships & Interlocks
- Current public boards: Axalta Coating Systems, FuelCell Energy, TPI Composites .
- Potential adjacency: Axalta is a coatings supplier; FuelCell Energy and TPI Composites operate in renewable/industrial supply chains. No related-party transactions or material relationships disclosed for directors; board affirms independence for non-employee directors .
Expertise & Qualifications
- Multi-industry operating executive experience (automotive, aerospace, renewables, specialty vehicles); deep operations, supply chain, engineering, technology development; seasoned corporate director with global perspective .
- Audit committee financial expert designation .
Equity Ownership
| Item | Amount |
|---|---|
| Common shares beneficially owned | 0 shares; percent of common stock beneficially owned: * (<1%) |
| Stock units beneficially owned | 8,887 units (beneficial ownership table) |
| Options (exercisable/unexercisable) | None held as of 12/31/2024 |
| Hedging/Pledging | Prohibited for directors; company policy bans hedging and pledging of company stock |
| Stock ownership guidelines | 5x annual cash retainer; expected within 5 years; as of Feb 28, 2025 all independent directors have met or are within 5-year window |
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Shares | Price | Post-Transaction Ownership | SEC URL |
|---|---|---|---|---|---|---|
| 2025-05-08 | 2025-05-06 | Award (A) | 1,927 | $0.00 | 10,814.06 | https://www.sec.gov/Archives/edgar/data/775158/000106299325008882/0001062993-25-008882-index.htm |
| 2024-05-09 | 2024-05-07 | Award (A) | 1,460 | $0.00 | 10,195.47 | https://www.sec.gov/Archives/edgar/data/775158/000106299324009756/0001062993-24-009756-index.htm |
Source: Insider-trades skill (Form 4 filings; “Jordan Tyrone Michael,” typeOfOwner: director).
Governance Assessment
- Board effectiveness and engagement: Dual committee service (Audit, Governance) and 100% attendance signal strong engagement; audit financial expert designation enhances oversight credibility .
- Independence and conflicts: Board confirms independence; Audit Committee independence; prohibition on hedging/pledging reduces alignment risk; no director options outstanding; no related-party transactions disclosed involving Jordan .
- Compensation and alignment: Balanced cash retainer plus time-based equity; equity sized at Mercer-advised 50th percentile; stock ownership guidelines at 5x retainer with general compliance status disclosed; Jordan’s beneficial ownership in stock units supports alignment though direct common share ownership is 0 .
- Shareholder sentiment: Recent say-on-pay approval at 95.5% indicates favorable governance/compensation climate (for NEOs, contextual to board oversight) .
RED FLAGS
- None identified in proxy disclosures: independence affirmed; full attendance; no hedging/pledging; no options held; no related-party transactions disclosed for directors .